8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): August 10, 2011

TELOS CORPORATION

(Exact name of registrant as specified in charter)

Maryland	001-08443	52-0880974
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer ID No.)
19886 Ashburn Road, Ashburn, Virginia		20147-2358
(Address of principle executive offices)		(Zip Code)

(703) 724-3800

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure

On August 9, 2011, John B. Wood, the Chief Executive Officer of Telos Corporation (the “Company”), participated in an investor conference. A copy of the materials presented by the Company at the conference is furnished as part of this Current Report on Form 8-K as Exhibit 99.1.

In addition to financial measures calculated in accordance with generally accepted accounting principles (“GAAP”), the presentation furnished as Exhibit 99 contains Operating EBITDA percentage, which is Operating EBITDA, a non-GAAP financial measure, as a percentage of sales. The Company defines Operating EBITDA as consolidated operating income adding back depreciation/amortization and adding other income/expense, other than interest income. The Company believes this non-GAAP financial measure is useful to investors when comparing the Company’s operating results across reporting periods on a consistent basis by excluding items such as interest and taxes that may, or could, have a disproportionate positive or negative impact on the Company’s results of operations in any particular period. The presentation of this non-GAAP financial measure is not meant to be a substitute for financial measures prepared in accordance with GAAP.

A reconciliation of Operating EBITDA percentage and Operating EBITDA follows:

Telos Corporation and Subsidiaries

(Unaudited)

(amounts in millions)

	Six Months Ended June 30,
	2010			2011
Revenue	$	117.0		$	89.1
Gross Profit		19.7			23.2
Gross Profit %		17	%		26	%
Operating Income		4.2			7.4
Add: Other Income		—			0.2
Add: Depreciation/Amortization		0.8			0.8
Operating EBITDA	$	5.0		$	8.4
Operating EBITDA %		4	%		9	%

In accordance with the rules of the SEC, the information contained in this Current Report shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filings by the Company under that act or the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1 Investor Presentation dated August 9, 2011.

.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: August 10, 2011

	TELOS CORPORATION
By:	/s/ Michele Nakazawa
	Michele Nakazawa Chief Financial Officer

EX-99.1

®

Exhibit 99.1

1

Telos Corporation Overview

Employees

•

Approximately 650 worldwide

•

80% have clearances/credentials

Corporate headquarters in

Ashburn, VA

•

Facilities

in

NJ,

CA,

MA,

MD,

VA,

AL,

TX

and

the

Philippines

•

Three Top Secret facility clearances

Research, development and training

•

Innovation labs across the company

•

Training centers

2

Telos Pre-1995 Business

A highly leveraged LBO with low-margin,

manpower-intensive businesses

T&M contract development efforts

Software quality assurance services

Rugged hardware

manufacturer and

reseller

Hardware maintenance

Consulting services

1995: Re-Creating Telos

Telos began to sell off

or close non-core

businesses to pay down

debt and begin building

advanced technology

security solutions.

3

Acquire a

contract

Build critical

mass of IP

Leverage

IP to

acquire

new

customers

Add

additional

capabilities

15 Year Overnight Success!

Dramatic transition from low end reseller/integrator

to security solutions provider…

all organic

4

WarDriving

Unsecured wireless

networks jeopardize

personal information and

cost businesses millions

in fines, lost business,

goodwill.

5

Industrial Infrastructure Attacks

New era of cyber warfare

targets industrial software

and systems in factories,

chemical plants, pipelines,

oil refineries, nuclear

refineries.

6

Domestic Terrorism

Emerged in the 1990s with

first WTC and Oklahoma

City bombings, literally

exploded with 9/11 attacks;

continuing threats  such as

Fort Dix, NJ.

7

Message/Data Authentication

“How do I know you are

who you say you are? How

do I know I’m acting and

making decisions based on

viable, authentic data?”

8

Loss of Confidential Information

Data and information

that aren’t secured

against unauthorized

access can be

compromised with

global consequences.

9

2011: Telos Today

Provider

of advanced

technology solutions

that secure the vital

assets of the world’s

most demanding

enterprises,

including the critical

operational and

tactical systems of

military, intelligence

and civilian agencies.

10

Secure Network

Solutions

Secure

Messaging

Solutions

Information

Assurance

Solutions

Identity

Management

and Access

Solutions

11

…Networks

…Communications

…Systems

…Access

Telos Today

Telos advanced

technology solutions

secure critical

assets

by

protecting…

Solutions that

empower and protect

the enterprise™

12

Trends

Additional

modalities

for

messaging

Information

assurance

goes

continuous

and

offensive

Touch

secure mobile applications continue

network extension

Identity

vetting

as

a

service

and

mobile

enrollment solutions

Telos Revenue 2007-2010

$Millions

13

0

50

100

150

200

250

300

2007

2008

2009

2010

Telos Financial Performance 2007-2010

$Millions

14

38

40

42

44

46

48

2007

2008

2009

2010

* Operating EBITDA includes Non-Controlling Interest

0%

5%

10%

15%

20%

25%

Gross Margin

Gross Margin %

Operating

EBITDA%*

Telos Financial Performance YTD June 2010-2011

$Millions (unaudited)

15

17

18

19

20

21

22

23

24

Six Months Ended 6/30/10

Six Months Ended 6/30/11

* Operating EBITDA includes Non-Controlling Interest

0%

5%

10%

15%

20%

25%

30%

Gross Margin

Gross Margin %

Operating

EBITDA%*

www.telos.com

john.wood@telos.com

(703) 724-3711

@john_b_wood

Communications

|

Systems

|

Networks

|

Access